Mondelez launches $850 million tender offer for 11 debt securities

Chicago, March 3 – Mondelez International, Inc. started a cash tender offer on Thursday for up to an aggregate consideration amount of $850 million from 11 debt securities, according to a press release.

The total $850 million amount will include principal and premium, but exclude interest.

The 11 debt securities in the offer, listed by acceptance priority level, are the following:

• $126,504,000 outstanding 7% notes due Aug. 11, 2037 originally issued by Kraft Foods Inc. (Cusip: 50075NAR5) with pricing to be based on the 2.375% U.S. Treasury due 2042 plus 145 basis points;

• $269.92 million outstanding 6.5% notes due Nov. 1, 2031 originally issued by Kraft (Cusip: 50075NAC8) with pricing to be based on the 1.875% U.S. Treasury due 2032 plus 120 bps;

• $159,014,000 outstanding 6.875% notes due Feb. 1, 2038 (Cusip: 50075NAT1) with pricing to be based on the 2.375% U.S. Treasury due 2042 plus 145 bps;

• $156,416,000 outstanding 6.875% notes due Jan. 26, 2039 originally issued by Kraft (Cusip: 50075NAW4) with pricing to be based on the 2.375% U.S. Treasury due 2042 plus 145 bps;

• $259,578,000 outstanding 6.5% notes due Feb. 9, 2040 originally issued by Kraft (Cusip: 50075NAZ7) with pricing to be based on the 2.375% U.S. Treasury due 2042 plus 145 bps;

• $229,184,000 outstanding 4.625% notes due May 7, 2048 with a par call date of Nov. 7, 2047 (Cusip: 609207AP0) with pricing to be based on the 1.875% U.S. Treasury due 2051 plus 145 bps;

• $1.25 billion outstanding 2.75% notes due April 13, 2030 with a par call date of Jan. 13, 2030 (Cusip: 609207AT2) with pricing to be based on the 1.875% U.S. Treasury due 2032 plus 90 bps and a tender subcap on just this series of $500 million;

• $672,523,000 outstanding 4.125% notes due May 7, 2028 with a par call date of Feb. 7, 2028 (Cusip: 609207AM7) with pricing to be based on the 1.875% U.S. Treasury due 2027 plus 65 bps;

• $351.54 million outstanding 3.625% notes due Feb. 13, 2026 with a par call date of Dec. 13, 2025 (Cusip: 609207AR6) with pricing to be based on the 1.875% U.S. Treasury due 2027 plus 45 bps;

• £94,881,000 outstanding 4.5% notes due Dec. 3, 2035 with a par call date of Sept. 3, 2035 (Cusip: 609207AH8) with pricing to be based on the 0.625% U.K. Treasury due 2035 plus 115 bps; and

• £168,363,000 outstanding 3.875% notes due March 6, 2045 with a par call date of Dec. 6, 2044 (Cusip: 609207AG0) with pricing to be based on the 3.5% U.K. Treasury due 2045 plus 120 bps.

All of the calculated considerations will include either a $30 or £30 early tender premium per $1,000/£1,000 note that will not be paid to noteholders who tender their notes after the early deadline.

Details

The early tender date is 5 p.m. ET on March 16. This is also the withdrawal deadline.

Pricing will take place at 10 a.m. ET on March 17.

Initial settlement is planned for March 18.

The expiration date is 11:59 p.m. ET on March 30.

Final settlement is expected on April 1.

There is a financing condition for the offer. Mondelez must raise sufficient funds from some form of debt financing to fund the offer on terms satisfactory to the company.

Tenders may be subject to proration.

BofA Securities, Inc. (980 387-3907, +44 207 996 5420, debt_advisory@bofa.com, DG.LM-EMEA@bofa.com), Credit Suisse Securities (USA) LLC (800 820-1653, 212 325-6340, +44 20 7883 8763) and Deutsche Bank Securities Inc. (800 503-4611, 212 250-2955, +44 20 7545 8011) are the dealer managers.

Global Bondholder Services Corp. is the information agent and depositary for the offer.

Mondelez is a snack company based in Deerfield, Ill.

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